Mr. Pierre Neatby reports

IMPERIAL MINING CLOSES $1M CRITICAL MINERALS FLOW-THROUGH PRIVATE PLACEMENT

Imperial Mining Group Ltd. has closed a non-brokered critical minerals flow-through private placement through the issuance of 10.2 million shares on a flow-through basis at a price of 10 cents per FT share for aggregate gross proceeds of $1.02-million.

"The offering supports our 2024 objectives of progressing Crater Lake towards a prefeasibility study. The company will complete fundamental work on the project that supports the PFS," said Pierre Neatby, president and chief executive officer of Imperial.

The gross proceeds from the offering will be used to incur eligible Canadian critical minerals exploration expenses at the company's Crater Lake scandium project in Quebec that will qualify as flow-through critical mineral mining expenditures within the meaning of the Income Tax Act (Canada).

In connection with the offering, the company paid finders' fees for a total of $51,000 in cash to finders, which were all at arm's-length with the company. All securities issued pursuant to the offering are subject to the applicable statutory hold period of four months and one day from the closing date. The offering is subject to the final approval of the TSX Venture Exchange.

Multilateral Instrument 61-101

Two directors and one officer of the company, namely Jeffrey Swinoga, Nicholas Nikolakakis and Luc C. Duchesne, each acquired, respectively, 100,000, 100,000 and 150,000 FT shares in the offering, and such transaction is considered to be a related party transaction as defined under Multilateral Instrument 61-101. As such, the shareholding of Mr. Swinoga, Mr. Nikolakakis and Mr. Duchesne each increased approximately to 0.27 per cent, 0.04 per cent and 0.61 per cent, respectively (increased approximately to 0.9 per cent, 0.35 per cent and 0.88 per cent on a partly diluted basis, respectively). The transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as the company is listed on the TSX-V and the fair market value of any securities issued to or the consideration paid does not exceed 25 per cent of the company's market capitalization. Imperial did not file a material change report more than 21 days before the closing of the offering, as the details of the aforementioned insiders' participation had not been confirmed at that time. The board members of Imperial reviewed the state of the financial market and unanimously determined that the terms and conditions of the offering, including the subscriptions of the related parties, were fair and equitable and represented the best strategic financing option available.

Investor relations

As announced on Nov. 27, 2023, Imperial has engaged Fig House Communications (business name for 2149992 Ontario Ltd.) to provide investor relations services to Imperial. Imperial wishes to confirm that the options granted to Fig House will vest according to the following vesting schedule: 25 per cent shall vest upon the date that is three months from the date of issue; 25 per cent shall vest upon the date that is six months from the date of issue; 25 per cent shall vest upon the date that is 12 months from the date of issue; and the remaining 25 per cent shall vest upon the date that is 18 months from the date of issue. As such, vested options will expire 90 ays following the termination of the IR agreement and the unvested will expire immediately upon such termination. Otherwise, Fig House's monthly retainer will be paid by Imperial from its own cash and cash equivalents.

About Imperial Mining Group Ltd.

Imperial is a Canadian technology metals company focused on advancing its flagship Crater Lake scandium and rare earth projects in Quebec. Imperial is publicly listed on the TSX Venture Exchange as IPG and on the OTCQB exchange as IMPNF and is led by an experienced team of mineral development professionals.